Common use of Confidentiality of Proprietary Information Clause in Contracts

Confidentiality of Proprietary Information. The Executive agrees that, at all times, both during the Executive's employment with the Company and after the expiration or termination thereof for any reason, the Executive shall not divulge to any person, firm, corporation, or other entity, or in any way use for the Executive's own benefit, except as required in the conduct of the Company's business or as authorized in writing on behalf of the Company, any trade secrets or confidential information (the "Proprietary Information") obtained during the course of the Executive's employment with the Company. The Proprietary Information includes, but is not limited to, customer or client lists (including the names and/or positions of persons employed by such customers or clients who play a role in the decisions of such customers or clients concerning products or services of the type provided by the Company), financial matters, inventory techniques and programs, Company records of accounts, business projections, Company contracts, sales, merchandising or marketing plans and strategies, pricing information and formulas, matters contained in unpublished records and correspondence, planned expansion programs (including areas of expansion and potential customer lists) and any and all information concerning the business or affairs of the Company which is not known by or generally available to the public. All papers and records of every kind relating to the Proprietary Information, including any such papers and records which shall at any time come into the possession of the Executive, shall be the sole and exclusive property of the Company and shall be surrendered to the Company upon termination of the Executive's employment for any reason or upon request by the Company at any time either during or after the termination of such employment. All information relating to or owned by customers of the Company of which the Executive becomes aware or with which the Executive becomes familiar through the Executive's employment with the Company shall be kept confidential and not disclosed to others or used by the Executive directly or indirectly except in the course of the Company's business. It is agreed that Proprietary Information as herein described shall be protected from disclosure under the terms of this Agreement, to the maximum extent permitted by law, whether or not entitled to protection as a trade secret.

Confidentiality of Proprietary Information. The Executive agrees that, at all times, both during a. Employee acknowledges that he has had an obligation under the Executive's Code of Business Ethics and Conduct Policy and House Rules to protect and preserve the confidentiality of information relating to Employer throughout his employment with Employer. Employee warrants and affirms that he has not disclosed any information protected by the Company Code of Business Ethics and after the expiration or termination thereof for any reasonConduct Policy and House Rules. b. As used in this Agreement, the Executive shall not divulge term “Proprietary Information” means (i) any information of a confidential nature relating to the suppliers, potential suppliers, customers, and/or potential customers of Employer, (ii) any information of a confidential nature relating to the trade secrets, manufacturing processes, product details, specific product applications, computer software and design techniques, concepts, inventions, practices, processes, and/or finances of Employer, (iii) any information of a confidential nature relating to any business, financial, and/or other arrangements transacted between Employer and any other person, firm, corporationcompany, or other entity, and (iv) any information of a confidential nature that Employee learned or in any way use for created during his employment with Employer. c. Employee acknowledges that he has been privy to Proprietary Information during his employment with Employer. Employee agrees that he shall maintain the Executive's own benefit, except as required in the conduct confidentiality of the Company's business or as authorized in writing on behalf Proprietary Information and shall take all steps necessary to protect the Proprietary Information and prevent any portion of the Company, any trade secrets Proprietary Information from entering the public domain or confidential information (falling into the "hands of others not obligated to maintain the secrecy of the Proprietary Information") obtained during . Employee further agrees that he shall not directly or indirectly use and/or disclose the course Proprietary Information or any portion of the Executive's Proprietary Information following his termination from employment with the Company. The Proprietary Information includes, but is not limited to, customer or client lists (including the names and/or positions of persons employed by such customers or clients who play a role in the decisions of such customers or clients concerning products or services of the type provided by the Company), financial matters, inventory techniques and programs, Company records of accounts, business projections, Company contracts, sales, merchandising or marketing plans and strategies, pricing information and formulas, matters contained in unpublished records and correspondence, planned expansion programs (including areas of expansion and potential customer lists) and Employer. d. Employee acknowledges that any and all information concerning the business documents or affairs of the Company which is not known by or generally available to the public. All papers and records of every kind relating to the materials containing any Proprietary Information, including as well as any such papers and records which shall at any time come into all notes and extracts related thereto are the possession of the Executive, shall be the sole and exclusive property of the Company Employer. Employee warrants and shall be surrendered to the Company upon termination of the Executive's employment for affirms that any reason and all such documents, materials, notes, and extracts have not been removed or upon request duplicated by the Company at Employee, and that any time either during or after the termination and all drafts, originals, and copies of such employment. All information relating documents, materials, notes, and extracts have been returned to Employer. e. Employee further acknowledges that any and all documents, papers, drawings, magnetic or owned by customers of the Company of which the Executive becomes aware other media, tangible property, correspondence, memoranda, voice-mail, and/or electronic mail made, compiled, received by, or with which the Executive becomes familiar through the Executive's made available to Employee during his employment with Employer are the Company shall be kept confidential and not disclosed to others or used by the Executive directly or indirectly except in the course exclusive property of the Company's business. It is agreed that Proprietary Information as herein described shall be protected from disclosure under the terms of this Agreement, to the maximum extent permitted by lawEmployer, whether or not entitled any such materials contain any Proprietary Information. Employee warrants and affirms that any and all such materials have not been removed or duplicated by Employee, and that any and all drafts, originals, and copies of such materials have been returned to protection as a trade secretEmployer.

Confidentiality of Proprietary Information. The Executive agrees that, at all times, both during the Executive's employment with the Company and after the expiration or termination thereof for any reasonthereof, the Executive shall not divulge to any other person, firm, firm or corporation, or other entity, or in any way use for the Executive's own benefit, except as required in the conduct of the Company's business or as authorized in writing on behalf of the Company, any trade secrets or confidential information (the "Proprietary Information") obtained during the course of the Executive's employment with the Company. The Proprietary Information includes, but is not limited to, customer or client lists (including the names and/or positions of persons employed by such customers or clients who play a role in the decisions of such customers or clients concerning products or services of the type provided by the Company), financial matters, inventory techniques and programs, Company records of accounts, business projections, Company contracts, sales, merchandising sales or marketing plans and strategies, pricing information and formulas, matters contained in unpublished records and correspondence, planned expansion programs (including areas of expansion and potential customer lists) and any and all information concerning the business or affairs of the Company which is not known by or generally available to the public. All papers and records of every kind relating to the Proprietary Information, including any such papers and records which shall at any time come into the possession of the Executive, shall be the sole and exclusive property of the Company and shall be surrendered to the Company upon termination of the Executive's employment for any reason or upon request by the Company at any time either during or after the termination of such employment. All information relating to or owned by customers of the Company of which the Executive becomes aware or with which the Executive becomes familiar through the Executive's employment with the Company shall be kept confidential and not disclosed to others or used by the Executive directly or indirectly except in the course of the Company's business. It is agreed that Proprietary Information as herein described shall be protected from disclosure under the terms of this Agreement, to the maximum extent permitted by law, whether or not entitled to protection as a trade secret.

Confidentiality of Proprietary Information. The Executive agrees that, at all times, both during a. Employee acknowledges that he has had an obligation under the Executive's Code of Business Ethics and Conduct Policy and House Rules to protect and preserve the confidentiality of information relating to Employer throughout his employment with Employer. Employee warrants and affirms that he has not disclosed any information protected by the Company Code of Business Ethics and after the expiration or termination thereof for any reasonConduct Policy and House Rules. b. As used in this Agreement, the Executive shall not divulge term "Proprietary Information" means (i) any information of a confidential nature relating to the suppliers, potential suppliers, customers, and/or potential customers of Employer, (ii) any information of a confidential nature relating to the trade secrets, manufacturing processes, product details, specific product applications, computer software and design techniques, concepts, inventions, practices, processes, and/or finances of Employer, (iii) any information of a confidential nature relating to any business, financial, and/or other arrangements transacted between Employer and any other person, firm, corporationcompany, or other entity, and (iv) any information of a confidential nature that Employee learned or in any way use for created during his employment with Employer. c. Employee acknowledges that he has been privy to Proprietary Information during his employment with Employer. Employee agrees that he shall maintain the Executive's own benefit, except as required in the conduct confidentiality of the Company's business or as authorized in writing on behalf Proprietary Information and shall take all steps necessary to protect the Proprietary Information and prevent any portion of the Company, any trade secrets Proprietary Information from entering the public domain or confidential information (falling into the "hands of others not obligated to maintain the secrecy of the Proprietary Information") obtained during . Employee further agrees that he shall not directly or indirectly use and/or disclose the course Proprietary Information or any portion of the Executive's Proprietary Information following his termination from employment with the Company. The Proprietary Information includes, but is not limited to, customer or client lists (including the names and/or positions of persons employed by such customers or clients who play a role in the decisions of such customers or clients concerning products or services of the type provided by the Company), financial matters, inventory techniques and programs, Company records of accounts, business projections, Company contracts, sales, merchandising or marketing plans and strategies, pricing information and formulas, matters contained in unpublished records and correspondence, planned expansion programs (including areas of expansion and potential customer lists) and Employer. d. Employee acknowledges that any and all information concerning the business documents or affairs of the Company which is not known by or generally available to the public. All papers and records of every kind relating to the materials containing any Proprietary Information, including as well as any such papers and records which shall at any time come into all notes and extracts related thereto are the possession of the Executive, shall be the sole and exclusive property of the Company Employer. Employee warrants and shall be surrendered to the Company upon termination of the Executive's employment for affirms that any reason and all such documents, materials, notes, and extracts have not been removed or upon request duplicated by the Company at Employee, and that any time either during or after the termination and all drafts, originals, and copies of such employment. All information relating documents, materials, notes, and extracts have been returned to Employer. e. Employee further acknowledges that any and all documents, papers, drawings, magnetic or owned by customers of the Company of which the Executive becomes aware other media, tangible property, correspondence, memoranda, voice-mail, and/or electronic mail made, compiled, received by, or with which the Executive becomes familiar through the Executive's made available to Employee during his employment with Employer are the Company shall be kept confidential and not disclosed to others or used by the Executive directly or indirectly except in the course exclusive property of the Company's business. It is agreed that Proprietary Information as herein described shall be protected from disclosure under the terms of this Agreement, to the maximum extent permitted by lawEmployer, whether or not entitled any such materials contain any Proprietary Information. Employee warrants and affirms that any and all such materials have not been removed or duplicated by Employee, and that any and all drafts, originals, and copies of such materials have been returned to protection as a trade secretEmployer.